TEMPE, Ariz., Nov. 19, 2014 /PRNewswire/ -- The following
announcement replaces in its entirety the announcement released by
Armor Designs, Inc. on Tuesday, November
18 at 7.00am UK time
(2:00am ET) which was released in
error. The full amended text appears below.
Armor Designs, Inc. (LSE: ADID) ("Armor" or the "Company"), a
leading designer, integrator and manufacturer of armor solutions
for military, government and commercial use, today provided an
update on litigation currently pending before the Court of Chancery
of the State of Delaware (the
"Court"). Following a hearing held on Friday, November 7, 2014, the Court preliminarily
declined to validate a written consent executed by the Company's
former Chairman of the Board and Chief Executive Officer,
James St. Ville ("St. Ville"),
acting through his wholly-owned company Hawthorne & York
International Ltd ("HYI"), to remove the incumbent board of
directors and to appoint seven new board members.
Under consideration by the Court is the validity of St. Ville's
actions taking in to account the terms of a "Relationship
Agreement" entered into by St. Ville, HYI and the Company in
December 2007. The Court concluded
that the Relationship Agreement contractually binds St. Ville in a
way that limits his ability to act as controlling stockholder, and
thereby has encouraged investors who relied on its precepts to buy
stock and know that they would not be subject to certain control
actions by St. Ville. The Court reserved its decision as to
the applicability of the Relationship Agreement to invalidate St.
Ville's action because the record is devoid of whether St. Ville
reasonably believed the action to be in the best interest of the
Company and its shareholders as a whole. A further hearing is
expected to occur but no timetable has yet been set.
It is anticipated that trading in the Company's shares on AIM
will remain suspended pending further updates in relation to these
matters as well as notification of the Company's interim results to
June 30, 2014 which have been delayed
due to the aforementioned matters.
Further announcements will be made as appropriate.
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For further
information please contact:
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Dennard Lascar
Associates, LLC.
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Tel:
713-529-6600
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M. Carol
Coale
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ccoale@dennardlascar.com
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Ken
Dennard
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ken@dennardlascar.com
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Armor Designs,
Inc.
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Tel: +1 520 329
7686
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David L.
Oliveira
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S. P. Angel Corporate
Finance LLP
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Tel: +4420 3463
2260
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Stuart
Gledhill
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Tercel
Moore
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About Armor Designs, Inc.
Armor Designs, Inc. (ADI) is a knowledge-based,
technology-innovation company that develops and manufactures the
highest quality, lightest and
most cost-effective armor solutions to serve the
military, government and commercial sectors on a global basis. We
are an international company headquartered in Phoenix, Arizona, and our commitment to
state-of-the-art innovation is driven through the application of
Finite Elemental Analysis. This methodology eliminates the
trial-and-error approach and instead provides a robust platform for
a rapid development of armor solutions that can be tailored
for any application.
For more information, please visit the Armor Designs web site at
www.armordesigns.com.
Safe Harbor Statement and Disclaimer
This news release includes "forward looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Forward looking statements give our current
expectations, opinion, belief or forecasts of future events and
performance. A statement identified by the use of forward
looking words including "may," "expects," "projects,"
"anticipates," "plans," "believes," "estimate," "should," and
certain of the other foregoing statements may be deemed
forward-looking statements. Although Armor Designs believes
that the expectations reflected in such forward-looking statements
are reasonable, these statements involve risks and uncertainties
that may cause actual future activities and results to be
materially different from those suggested or described in this news
release. Investors are cautioned that any forward-looking
statements are not guarantees of future performance and actual
results or developments may differ materially from those projected.
The forward-looking statements in this press release are made as of
the date hereof. The Company takes no obligation to update or
correct its own forward-looking statements, except as required by
law, or those prepared by third parties that are not paid for by
the Company.
Electronic versions of the materials you are seeking to access
are being made available on this website by Armor Designs, Inc.
("Armor Designs") pursuant to the AIM rules for companies published
by the London stock exchange as a
consequence of the fact that the common shares of armor designs are
admitted to trading on the AIM market of the London Stock
Exchange.
Non-U.S. persons
These materials are not directed to nor are they intended for
access by persons located or resident in the United States.
None of the securities of Armor Designs discussed or referred to in
the materials you are seeking to access have been registered under
the US securities act 1933, as amended ("securities act") and may
not be offered, sold, pledged or otherwise transferred except (1)
in an offshore transaction meeting the requirements of rule 903 or
rule 904 of regulation S under the securities act, (2) pursuant to
an effective registration statement under the securities act, or
(3) pursuant to an available exemption from the registration
requirements of the securities act, in each case in accordance with
all applicable securities laws.
Contacts:
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Carol Coale / Ken
Dennard
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Dennard ▪ Lascar
LLC
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(713)
529-6600
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ccoale@dennardlascar.com
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ken@dennardlascar.com
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SOURCE Armor Designs, Inc.